Common use of Compliance with Applicable Laws; Regulatory Matters Clause in Contracts

Compliance with Applicable Laws; Regulatory Matters. The Company and its Subsidiaries hold all permits, licenses, certificates, franchises, registrations, variances, exemptions, orders and approvals of all Governmental Entities ("Permits") which are necessary to each of them to own, lease and operate its properties or to carry on its business as now being conducted, except for such failures to have received such Permits as would not reasonably be expected to have a Material Adverse Effect on the Company. The Company and its Subsidiaries and the Owned Real Property and the Leases are in compliance with the terms of such Permits, except where the failure to so comply would not reasonably be expected to have a Material Adverse Effect on the Company. The businesses of the Company and its Subsidiaries are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entity, except for violations which would not reasonably be expected to have a Material Adverse Effect on the Company. No investigation by any Governmental Entity with respect to the Company or any of its Subsidiaries is pending or, to the knowledge of the Company, threatened, other than investigations which would not reasonably be expected to have a Material Adverse Effect on the Company.

Appears in 2 contracts

Samples: Merger Agreement (Mg Waldbaum Co), Merger Agreement (Mg Waldbaum Co)

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Compliance with Applicable Laws; Regulatory Matters. The Company and its Subsidiaries hold all permits, licenses, certificates, franchises, registrations, variances, exemptions, orders and approvals of all Governmental Entities ("Permits") which are necessary material to each the Leases and the operation of them to own, lease and operate its properties or to carry on its business as now being conductedtheir respective businesses, except for such failures to have received such Permits as would not reasonably be expected to have a Material Adverse Effect on the CompanyCompany or materially affect the ownership, use, occupancy or value of the Leases. The Company and its Subsidiaries and the Owned Real Property and the Leases are in compliance with the terms of such Permits, except where the failure to so comply would not reasonably be expected to have a Material Adverse Effect on the CompanyCompany or materially affect the ownership, use, occupancy or value of the Leases. The businesses of the Company and its Subsidiaries are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entity, except for violations which would not reasonably be expected to have a Material Adverse Effect on the Company. No investigation by any Governmental Entity with respect to the Company or any of its Subsidiaries is pending or, to the knowledge of the Company, threatened, other than investigations which would not reasonably be expected to have a Material Adverse Effect on the Company.

Appears in 1 contract

Samples: Merger Agreement (Exe Technologies Inc)

Compliance with Applicable Laws; Regulatory Matters. The Company and its Material Subsidiaries hold all permits, licenses, certificates, franchises, registrationsregis trations, variances, exemptions, orders and approvals of all Governmental Entities which are material to the operation of their businesses, taken as a whole (the "Company Permits") which ). The Company and its Material Subsidiaries are necessary to each in compliance with the terms of them to own, lease and operate its properties or to carry on its business as now being conductedthe Company Permits, except for such failures where the failure so to have received such Permits as would comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company. The Except as disclosed in the Company and its Subsidiaries and the Owned Real Property and the Leases are in compliance SEC Reports filed with the terms of such PermitsSEC prior to the date hereof, except where the failure to so comply would not reasonably be expected to have a Material Adverse Effect on the Company. The businesses of the Company and its Material Subsidiaries are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entity, except for violations which would could not reasonably be expected to have a Material Adverse Effect on the Company. No As of the date of this Agreement, no investigation by any Governmental Entity with respect to the Company or any of its Subsidiaries Material Subsidiary is pending or, to the knowledge of the Company, threatened, other than investigations which would which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect on the Company.

Appears in 1 contract

Samples: Merger Agreement (Koninklijke Philips Electronics Nv)

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Compliance with Applicable Laws; Regulatory Matters. The Company and its Subsidiaries hold all permits, licenses, certificates, franchises, registrations, variances, exemptions, orders and approvals of all Governmental Entities ("β€œPermits"”) which are necessary material to each the Leases and the operation of them to own, lease and operate its properties or to carry on its business as now being conductedtheir respective businesses, except for such failures to have received such Permits as would not reasonably be expected to have a Material Adverse Effect on the CompanyCompany or materially affect the ownership, use, occupancy or value of the Leases. The Company and its Subsidiaries and the Owned Real Property and the Leases are in compliance with the terms of such Permits, except where the failure to so comply would not reasonably be expected to have a Material Adverse Effect on the CompanyCompany or materially affect the ownership, use, occupancy or value of the Leases. The businesses of the Company and its Subsidiaries are not being and have not been conducted in violation of any law, ordinance, regulation, judgment, decree, injunction, rule or order of any Governmental Entity, except for violations which would not reasonably be expected to have a Material Adverse Effect on the Company. No investigation by any Governmental Entity with respect to the Company or any of its Subsidiaries is pending or, to the knowledge of the Company, threatened, other than investigations which would not reasonably be expected to have a Material Adverse Effect on the Company.

Appears in 1 contract

Samples: Merger Agreement (Ssa Global Technologies, Inc)

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